================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A

[X]  QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

                  For the quarterly period ended March 31, 2006
                                                 --------------

                                       OR

[ ]  TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT
     OF 1934

          For the transition period from ____________ to_____________

                        Commission file number 0 - 24012

                               KODIAK ENERGY INC.
                      -------------------------------------
             (Exact name of registrant as specified in its charter)


             Delaware                                65-0967706
   -------------------------------                ----------------
   (State or other jurisdiction of                (I.R.S. Employer
    incorporation or organization)               Identification No.)


                     734 7th Avenue S.W. Calgary, AB T2P 3P8
            --------------------------------------------------------
               (Address of principal executive offices - Zip code)

                                 (403) 262-8044
                              --------------------
              (Registrant's telephone number, including area code)

Check whether the issuer (1) filed all reports required to be filed by Section
13 or 15 (d) of the Securities Exchange Act during the past 12 months (or for
such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days.

     Yes        No  X
         ---       ---

Indicate by check mark whether the registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act).

     Yes        No  X
         ---       ---

APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE
PRECEDING FIVE YEARS:

Check whether the registrant filed all documents and reports required to be
filed by Sections 12, 13 or 15(d) of the Exchange Act of 1934 subsequent to the
distribution of securities under a plan confirmed by a court.

     Yes  X     No
         ---       ---

APPLICABLE ONLY TO CORPORATE ISSUERS

State the number of shares outstanding of each of the issuer's classes of common
equity, as of the latest practicable date: 36,813,704

Transitional Small Business Disclosure Format (Check one):  Yes      No X
                                                                ---    ---

This 10KSB/A is being refiled to amend and restate the financial statements as
at December 31, 2005 and March 31, 2006 and for the periods then ended to
correct errors found in accounting for transactions. The changes to correct the
errors are reflected in the following sections noted below:

   -   March 31, 2006 financial statements
   -   Disclosure of related party transactions
   -   Management Discussion and Analysis
   -   Controls and Procedures


<PAGE>

                               KODIAK ENGERY INC.
                                      INDEX




PART I.  FINANCIAL INFORMATION                                                 3

ITEM 1.  FINANCIAL STATEMENTS                                                  3

          Condensed Consolidated Balance Sheets as of
           March 31, 2006 (unaudited) and March 31, 2005                       3

          Condensed Consolidated Statements of Operations
          (unaudited) for the three months ended
          March 31, 2006 and 2005                                              4

          Condensed Consolidated Statements of Cash Flows
           (unaudited) for the three months ended
           March 31, 2006 and 2005                                             5

          Notes to Condensed Consolidated Financial Statements                 6

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION            12

ITEM 3.  CONTROLS AND PROCEDURES                                              13

PART II. OTHER INFORMATION                                                    14

ITEM 1.  LEGAL PROCEEDINGS                                                    14

ITEM 2.  CHANGES IN SECURITIES AND USE OF PROCEEDS                            14

ITEM 3.  DEFAULTS UPON SENIOR SECURITIES                                      14

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS                   14

ITEM 5.  OTHER INFORMATION                                                    14

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K                                     14







                                        2

<PAGE>

                          PART I. FINANCIAL INFORMATION


ITEM 1.  FINANCIAL STATEMENTS



KODIAK ENERGY, INC.
Consolidated Balance Sheets
(Development Stage Company
Going Concern Uncertainty - Note 1)

--------------------------------------------------------------------------------
                                                  March 31,       December 31,
                                                   2006               2005
                                                (Unaudited)        (Audited)
                                                 (Restated-        (Restated-
                                                  Note 2)            Note 2)
--------------------------------------------------------------------------------
Assets

Current Assets
     Cash and Cash Equivalents                $     783,885       $     190,651
     Other Receivables                               83,515              12,676
     Prepaid Expenses                                68,911              67,850
     ---------------------------------------------------------------------------
                                                    936,311             271,177
Other Assets (Note 4)                                23,061              20,249
--------------------------------------------------------------------------------
                                                    959,372             291,426
--------------------------------------------------------------------------------
Property, Plant & Equipment
     Oil & Gas Properties      (Note 4)             798,501             250,318
     ($798,501 unproven properties excluded
         from costs Amortized: Dec 31,
         2005 - $250,318))
     Furniture & Fixtures      (Note 4)              17,769              15,821
     Accumulated Amortization  (Note 4)              (2,615)             (1,235)
--------------------------------------------------------------------------------
                                                    813,655             264,904
--------------------------------------------------------------------------------
                                                  1,773,027             556,330
================================================================================

Liabilities and Shareholders' Equity
  (Deficiency)

Current Liabilities
     Accounts Payable                               237,485              28,553
     Accrued Expenses                               118,087             153,859
     Convertible Debt (Note 5)                            -              41,189
     ---------------------------------------------------------------------------
                                                    355,572             223,601

Asset Retirement Obligation  (Note 6)                48,227                   -
--------------------------------------------------------------------------------
                                                    403,799             223,601
--------------------------------------------------------------------------------

Shareholders' Equity (Deficiency)

Share Capital
     Authorized:
          100,000,000 Common Shares
          Par Value .001 Each

     Issued & Outstanding 36,814,704
      (2005 474,028) (Note 7)                        36,814                 474
     Share Subscriptions Receivable (Note 7)       (140,000)            (72,000)
     Shares to be Issued (Note 7)                         -             773,637
     Additional Paid in Capital (Note 7)          2,872,065             834,561
     Deficit Accumulated During the
           Development Stage                     (1,395,084)         (1,196,403)
     Accumulated Other Comprehensive Loss            (4,567)             (7,540)
     ---------------------------------------------------------------------------
                                                  1,369,228             332,729
--------------------------------------------------------------------------------

                                              $   1,773,027       $     556,330
================================================================================

 (See accompanying notes to the unaudited consolidated financial statements)

                                       3
<PAGE>

KODIAK ENERGY, INC.
Consolidated Statements of Operations - Unaudited
(Development Stage Company
Going Concern Uncertainty - Note 1)


--------------------------------------------------------------------------------
For the Three Months ended March 31
                                                                   CUMULATIVE
                                                                 Since Inception
                                                                   Apr 7, 2004
                                                                     through
                                              2006                 Mar 31, 2006
                                           (Restated-               (Restated-
                                             Note 2)     2005         Note 2
--------------------------------------------------------------------------------


Expenses

     Administrative Expenses              $   196,412   $  7,128    $   557,769
     Interest Expense                               -          -        808,811
--------------------------------------------------------------------------------

   Loss Before Other Expense                 (196,412)    (7,128)    (1,366,580)

Other Income and Expenses
     Amortization of furniture & fixtures      (2,269)        -          (3,504)
     Loss from valuation adjustment                 -         -         (25,000)
--------------------------------------------------------------------------------

Net Loss                                  $  (198,681)  $ (7,128)   $(1,395,084)


Basic and diluted loss per common share   $     (0.01)  $  (0.02)
--------------------------------------------------------------------------------

Weighted average number of shares
     outstanding                           23,763,875    474,028


(See accompanying notes to the unaudited consolidated financial statements)










                                       4
<PAGE>

KODIAK ENERGY, INC.
Consolidated Statements of Cash Flows - Unaudited
(Development Stage Company
Going Concern Uncertainty - Note 1)

--------------------------------------------------------------------------------
For the Three Months ended March 31

                                                                    CUMULATIVE
                                                                 Since Inception
                                                                   Apr 7, 2004
                                                                     through
                                               2006                Mar 31, 2006
                                            (Restated-              (Restated-
                                              Note 2)     2005        Note 2
--------------------------------------------------------------------------------

Operating Activities
     Net Loss                              $ (198,681)  $ (7,128)  $ (1,395,084)

Adjustments to reconcile net loss to
net cash used in operating activities
     Amortization of Furniture & Fixtures       2,269          -          3,504
     Interest Expense                               -          -        808,811
     Contributions To Capital                       -          -            900
     Foreign Currency Translation               2,973          -         (4,243)
Changes in Non-Cash Working Capital
Components:
     Change In Other Receivables              (70,839)         -        (83,515)
     Change In Prepaid Expenses                (1,061)         -        (58,911)
     Change In Accounts Payable               (19,554)         -          2,000
     Change In Accrued Expenses                 8,588      7,128        118,087
     Loss From Valuation Adjustment                 -          -         25,000
--------------------------------------------------------------------------------

Net Cash Used in Operating Activities        (276,304)         -       (583,451)

Investment Activities
     Additions to Property, Plant & Equip    (502,793)         -       (768,933)
     Additions to Other Assets                 (2,812)         -        (23,061)
     Change In Accounts Payable               228,484          -        235,484
     Change In Accrued Expenses               (44,360)         -              -
--------------------------------------------------------------------------------

Net Cash Used in Investing Activities        (321,482)         -       (556,510)

Financing Activities
     Shares issued                          2,073,846          -      2,073,846
Change In Share
     Subscriptions
     Receivable                               (68,000)         -       (140,000)
     Change In Prepaid Expenses                     -          -        (10,000)
         Shares to be issued                 (773,637)
         Change In Convertible Debt           (41,189)         -              -
--------------------------------------------------------------------------------

Net Cash Provided by Financing Activities   1,191,020          -      1,923,846

     Net Cash Increase                        593,234          -        783,885
     Cash beginning of Period                 190,651          -              -
--------------------------------------------------------------------------------

     Cash end of Year                      $  783,885   $      -   $    783,885
--------------------------------------------------------------------------------

Cash consists of:
Cash                                       $  317,275
Term Deposits                                 466,610
                                           ----------
                                           $  783,885

 (See accompanying notes to the unaudited consolidated financial statements)


                                       5
<PAGE>

                               KODIAK ENERGY, INC.
            NOTES TO THE UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
                                 March 31, 2006


1.   ORGANIZATION, BASIS OF PRESENTATION AND GOING CONCERN UNCERTAINTY


The interim consolidated financial statements include the accounts of Kodiak
Energy Inc. and subsidiaries (collectively "Kodiak", the "Company", "we", "us"
or "our") as at March 31, 2006 and December 31, 2005 and for the three months
ended March 31, 2006 and March 31, 2005 and the period from April 7, 2004
(inception) until March 31, 2006, presented in accordance with generally
accepted accounting principles in the United States of America ("U.S. GAAP"). on
the same basis as the audited consolidated financial statement as at and for the
period ended December 31, 2005, except as outlined in Note 2. These interim
consolidated financial statements should be read in conjunction with December
31, 2005 audited consolidated financial statements and the notes thereto.
Interim results are not necessarily indicative of results expected for the
fiscal year. These interim consolidated financial statements have not been
audited.

The Company was incorporated under the laws of the state of Delaware on December
15, 1999 under the name "Island Critical Care, Corp." with authorized common
stock of 50,000,000 shares with a par value of $.001. On December 30, 2004 the
name was changed to "Kodiak Energy, Inc." and the authorized common stock was
increased to 100,000,000 shares with the same par value. On January 17, 2005 the
Company affected a reverse split of 100 outstanding shares for one share. These
consolidated financial statements have been prepared showing post split shares
from inception. The Company was engaged in the development of the manufacture
and distribution of medical instrumentation and it became inactive after the
bankruptcy outlined below.

The Company is in the development stage and its efforts have been principally
devoted to capital raising, organizational infrastructure development, and
acquisitions of oil and gas properties for the purposes of future extraction of
the resources.

Bankruptcy
----------

On February 5, 2003 the Company filed a petition for bankruptcy in the District
of Prince Edward Island, Division No. 01-Prince Edward Island Court No. 1713,
Estate No. 51-104460, titled "Island Critical Care Corp.". The Company emerged
from bankruptcy pursuant to a Bankruptcy Court Order entered on April 7, 2004
with no remaining assets or liabilities and adopted Fresh Start Accounting.

The terms of the bankruptcy settlement included the authorization for the
issuance of 150,000 post split restricted common shares in exchange for $25,000,
which was paid into the bankruptcy court by the recipient of the shares.

The Company emerged from bankruptcy as a development stage company.

Going Concern Uncertainty
-------------------------

These consolidated financial statements have been prepared assuming the Company
will continue as a going concern, which presumes the realization of assets and
discharge of liabilities in the normal course of business for the foreseeable
future. The Company has not generated positive cash flow since inception and has
incurred recurring operating losses and will need working capital for its future
planned activities. These conditions raise substantial doubt about the Company's
ability to continue as a going concern. Continuation of the Company as a going
concern is dependent upon obtaining sufficient working capital to finance
ongoing operations. The management of the Company has developed a strategy to
address this uncertainty, including additional loans from officers, and equity
funding, however there are no assurances that any such financing could be
obtained on favorable terms, if at all.

                                       6
<PAGE>

2.   RESTATEMENT

In November 2006, we determined that it was necessary to restate our financial
results for the year ending December 31, 2005 and for the periods ending March
31, 2006 and June 30, 2006. The purpose of the restatements is to correct errors
found in accounting for transactions resulting from a lack of adequate
procedures necessary to ensure that records were maintained in reasonable detail
to fairly reflect the transactions of the Company in the start up phase of
operations. More specifically the errors found are outlined as follows:

      *   Capitalization of items which should have been expensed under the
          successful efforts method of accounting for oil and gas property
      *   Not recognizing the beneficial conversion feature of debt payable in
          common shares of the Company
      *   Certain expenses paid after year end not being accrued for at period
          end
      *   Expensing costs relating to issuance of common shares
      *   Calculation errors made in the translation of Canadian operations to
          U.S. dollars

Effects of the restatement by line item follow:

Consolidated Balance Sheet
                                      March 31,
                                        2006
                                         As                           March 31,
                                     Previously      Impact of          2006
                                      Reported         Errors        As Restated
                                    --------------------------------------------
Cash  and Cash Equivalents          $ 1,032,924     $  (249,039)    $   783,885
Other Receivables                        30,523          52,992          83,515
Prepaid Expenses                         80,426         (11,515)         68,911
Total Current Assets                  1,143,873        (207,562)        936,311

Other Assets                                  -          23,061          23,061

Oil & Gas Properties                    575,923         222,578         798,501
Furniture & Fixtures                     21,281          (3,512)         17,769
Accumulated Amortization                 (1,748)           (867)         (2,615)
Total Property, Plant
  & Equipment                           595,456         218,199         813,655
Total Assets                          1,739,329          33,698       1,773,027

Accounts Payable                        155,101          82,383         237,485
Accrued Expenses                          4,590         113,497         118,087
Total Current Liabilities               159,691         195,880         355,572

Asset Retirement Obligation                  --          48,227          48,227

Shares Subscription Receivable         (272,294)        132,294        (140,000)
Additional Paid in Capital            2,229,409         642,656       2,872,065
Deficit Accumulated during
 the Development Stage                 (476,568)       (918,516)     (1,395,024)
Accumulated Other Comprehensive
 Loss                                    62,277         (66,843)         (4,566)
Total Shareholders' Equity            1,579,638        (210,409)      1,369,228
Total Liabilities & Shareholders'
  Equity                            $ 1,739,329     $    33,698     $ 1,773,027

For the impact of the errors on the December 31, 2005 balance sheet refer to the
Amended Form 10-KSB for the year ended December 31, 2005.


                                       7
<PAGE>

Consolidated Statement of Operations

                                    Three Months
                                        Ended                     Three Months
                                   March 31, 2006                     Ended
                                    As Previously   Impact of    March 31, 2006
                                      Reported        Errors       As Restated
                                   ---------------------------------------------
Administrative Expense                $ 175,881     $  20,531       $ 196,412


Loss Before Other Expenses             (175,881)    $ (20,531)       (196,412)

Amortization of Furniture
  & Fixtures                             (1,210)       (1,059)         (2,269)
Interest Income                          10,025       (10,025)              -
Net Loss                              $(167,066)    $ (31,615)      $(198,681)
Basic and Diluted Loss per
  Share                               $   (0.01)            -       $   (0.01)


Consolidated Statement of Cash Flow

                                     Three Months
                                        Ended                     Three Months
                                    March 31, 2006                    Ended
                                    As Previously    Impact of    March 31, 2006
                                       Reported        Errors       As Restated
                                    --------------------------------------------
Operating Activities

Net Loss                            $  (167,066)    $   (31,615)    $  (198,681)

Amortization of Furniture
  & Fixtures                              1,210           1,059           2,269

Foreign Currency Translation            103,946        (100,973)          2,973

Change in Other Receivables             (24,053)        (46,786)        (70,839)

Change in  Prepaid Expenses             (22,576)         21,515          (1,061)

Change in Accounts Payable               53,846         (73,399)        (19,553)

Change in Accrued Expenses                    -           8,588           8,588

Change in Convertible Debt                    -         (41,189)        (41,189)

Net Cash Used in Operations             (54,693)       (262,800)       (317,493)

Investment Activities

Additions to Property, Plant
  & Equipment                          (315,882)       (186,912)       (502,794)
Other Assets                                  -          (2,812)         (2,812)

Change in Accounts Payable                    -         228,484         228,484
Change in Accrued Expenses                    -         (44,360)        (44,360)

Net Cash Used in Investing             (315,882)         (5,600)       (321,482)

Financing Activities

Shares Issued                           906,140       2,073,846
Shares to be Issued                   1,167,706        (773,637)        773,637
Change in Other Receivables                   -         (68,000)        (68,000)

Net Cash Provided by Financing        1,167,706          64,503       1,232,209


Net Cash Increase                       797,131        (203,897)        593,234

Cash Beginning of Period                235,793         (45,142)        190,651

Cash End of Period                  $ 1,032,924     $  (249,039)    $   783,885


                                       8
<PAGE>

For the impact of the errors on the Cumulative Since Inception April 7, 2004 to
March 31, 2006 refer to the impact of the errors in the Amended Form 10K/A for
the year ended December 31, 2005 and including the errors noted above.

3.   OTHER ASSETS

Other Assets in the amount of $23,061 represents a long term deposit required by
regulatory authorities for environmental obligations for well abandonment and
restoration in Alberta.

4.   PROPERTY, PLANT & EQUIPMENT

                                                       Net Book      Net Book
                                        Accumulated     Value          Value
                                       depreciation    March 31,    December 31,
                            Cost       and depletion     2006          2005
                        (As Restated-  (As Restated- (As Restated- (As Restated-
                           Note 2)        Note 2)        Note 2)       Note 2)
Canada:
Oil and gas properties    $ 666,501      $      --     $  666,501    $ 118,318
United States:
Oil and gas properties      132,000             --        132,000      132,000
                        --------------------------------------------------------
Sub-Total                   798,501             --        798,501      250,318
                        --------------------------------------------------------

Furniture & fixtures         17,769           2,615        15,154       14,586
                        --------------------------------------------------------

Property, Plant & Equip   $ 816,270      $    2,615    $  813,655    $ 264,904

There were $798,501 of unproved properties at June 30, 2006 that were excluded
from the depletion pool(December 31, 2006 - $250,318). The Company capitalized
47,339 (2005 -Nil) of Asset Retirement Obligations during the three month period
ending March 31, 2006.

5.   CONVERTIBLE DEBT

Debt of $41,189 at December 31, 2005 was non-interest bearing and convertible to
common shares of the Company pursuant to the stock for services compensation
plan. A beneficial conversion feature of $808,811 was calculated on the debt for
the year ended December 31, 2005 representing the difference between the
conversion price and the fair value of the common stock at the commitment date.
This amount is recorded as interest expense and an increase in additional paid
in capital. The Company issued 1,000,000 shares to settle this debt pursuant to
the stock for services compensation plan in January, 2006. Debt was reduced by
$41,189 and Shares Issued increased by $1,000 and Additional Paid in Capital
increased by $40,189.

6.   ASSET RETIREMENT OBLIGATIONS


Changes in the carrying amounts of the asset retirement obligations associated
with the Company's oil and natural gas properties are as follows:

  -------------------------------------------------------------------------
                                                                     2006
  -------------------------------------------------------------------------
  Asset retirement obligations, December 31, 2005                        -
  -------------------------------------------------------------------------
  Obligations incurred during period                                47,339
  -------------------------------------------------------------------------
  Accretion                                                            888
  -------------------------------------------------------------------------
  Asset retirement obligations, March 31, 2006                      48,227
  -------------------------------------------------------------------------

At March 31, 2006 the estimated total undiscounted amount required to settle the
asset retirement obligations was $ 97,472. These obligations will be settled at
the end of the useful lives of the underlying assets, which currently extend up
to 8 years into the future. This amount has been discounted using a credit
adjusted risk-free interest rate of 7.5% and at a rate of inflation of 2.5%.



                                       9
<PAGE>

7.   SHARE CAPITAL

Authorized:
   100,000,000 common shares at $0.001 par value
                                                                  Additional
                                     Number          Par           Paid in
                                    of Shares        Value         Capital
                                   -------------------------------------------

   Balance at March 31, 2005 and
   December 31, 2005                  474,028    $      474     $     834,561
   Private Placement, net of
     issuance costs (26,363)       16,000,000    $   16,000     $     756,656
   Private Placement, net of
     issuance costs (140,000)         933,324    $      933     $   1,259,067
   Private Placement                1,000,000    $    1,000     $      40,189
   2:1 Stock Split                 18,407,352    $   18,408     $     (18,408)
                                  --------------------------------------------
   Balance March 31, 2006          36,814,704    $   36,814     $   2,872,065

The Company increased authorized common shares to 100,000,000 and amended our
articles of incorporation to reflect the increase in authorized shares.

On January 13, 2006 16,000,000 shares were issued pursuant to two private
placements for which a portion closed December 22, 2005 (13,650,000 shares for
gross proceeds of $300,000 - Note 9) and December 30, 2005 (910,000 shares,
$500,000) respectively reported as "Shares to be Issued" at December 31, 2005 in
the amount of $773,637 (net of share issue costs of $26,363) as the share
certificates were not issued until January 13, 2006. Included in Other
Receivables is $15,000 for funds received in April, 2006 for this private
placement.

The Company closed a private placement in January for 933,324 common shares at a
price of $1.50 per share for gross proceeds of $1,400,000. Included in Other
Receivables is $125,000 for funds received in April, 2006 for this private
placement.

The Company issued 1,000,000 common shares to settle debt of $41,189 (Note 6)
pursuant to the stock for services compensation plan. A beneficial conversion
feature of $808,811 was calculated on the debt for the year ended December 31,
2005 representing the difference between the conversion price and the fair value
of the common stock at the commitment date. This amount is recorded as interest
expense and an increase in additional paid in capital for the year ended
December 31, 2005.

On February 20, 2006 we split out stock forward by paying a stock dividend to
our existing shareholders. All shareholders of record on February 14, 2006
received 1 dividend share for every share they owned.

8.   RELATED PARTY TRANSACTIONS

An officer-director acquired 150,000 shares, post split, of the common capital
stock issued at the emergence from bankruptcy on April 7, 2004, for $25,000.

Officers and directors of the Company purchased 10,200,000 shares of the common
capital stock of the Company on December 22, 2005 at $0.02 per share for
$204,000. These shares were not issued by the Transfer Agent until January 13,
2006 and were reflected in shareholders' equity as part of the caption "Shares
to be Issued" at December 31, 2005.

For the three months ended March 31, 2006, the Company paid Sicamous Oil & Gas
Consultants $19,922 (2005 - Nil) for consulting services rendered by the COO.
Sicamous Oil & Gas Consultants is a company owned by our Chief Operating
Officer, Mr. William Tighe.

For the three months ended March 31, 2006, the Company paid MHC Corporation
$13,661 (2005- Nil) for consulting services rendered by the CEO. MHC Corporation
is a company owned by our Chief Executive Officer, Mark Hlady.

                                       10
<PAGE>

During the three months ended March 31, 2006 the Company paid $47,531 (2005 -
Nil) to companies which beneficially own 8.1% of the Company for investor
relations services. Investor relations services in the amount of $4,331 are
included in Administrative Expense, $43,200 is included in Other Receivables as
an interest free short term loan and a retainer in the amount of $50,000 in
Prepaid Expenses (December 31, 2005 $54,793 are included in Administrative
Expense and $26,363 were commissions on a private placement included in
Additional Paid in Capital and a retainer in the amount of $50,000 in Prepaid
Expenses).

The above transactions were carried out in the normal course of operations and
measured at the exchange rate amount which is the amount of consideration
established and agreed to by the related parties.

9.   SUBSEQUENT EVENTS


In April, 2006 the Company issued 7,500,000 common shares pursuant to the stock
for services compensation plan.

On May 1, 2006 the Company's stock split forward by paying a stock dividend to
our existing shareholders. All shareholders of record on April 28, 2006 received
1 dividend share for every share they owned amounting to 44,315,184 shares of
common stock issued.

The Company closed a private placement in June, 2006 for 1,130,000 units at a
price of $1.70 per unit for gross proceeds of $1,921,000. Each unit entitled the
subscriber to one common share of the Company and one warrant. Each warrant
entitles the warrant holder to exchange one warrant for one common share at a
price of $2.50 until June 30, 2008 and $3.50 from July 1, 2008 to June 30, 2011.


























                                       11
<PAGE>

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

All statements contained herein that are not historical facts, including, but
not limited to, statements regarding the Company's current business strategy,
the Company's projected sources and uses of cash, and the Company's plans for
future development and operations, are based upon current expectations. These
statements are forward-looking in nature and involve a number of risks and
uncertainties. Actual results may differ materially. Among the factors that
could cause actual results to differ materially are the following: the
availability of sufficient capital to finance the Company's business plans on
terms satisfactory to the Company; competitive factors; changes in labor,
equipment and capital costs; changes in regulations affecting the Company's
business; future acquisitions or strategic partnerships; general business and
economic conditions; and factors described from time to time in the reports
filed by the Company with the Securities and Exchange Commission. The Company
cautions readers not to place undue reliance on any such forward-looking
statements, which statements are made pursuant to the Private Litigation Reform
Act of 1995 and, as a result, are pertinent only as of the date made.

PLAN OF OPERATION

The Company had no revenue for the quarters ended March 31, 2006 or 2005. In the
quarter ended March 31, 2006 the company drilled two wells on its Manyberries
property.

In the next twelve months Kodiak via its wholly owned subsidiaries plans to
progressively and methodically develop its asset base.

Kodiak Petroleum, ULC
Kodiak drilled two wells in March of 2006 on the Manyberries property. Kodiak
has negotiated an agreement whereby the Company will earn 100% of the project
after drilling 3 shallow gas wells. To date 2 wells have been drilled. These
wells will be tested in the second quarter of 2006 shortly after spring break up
is over. We expect to drill the third well in the second or third quarter of
2006. In the next twelve months we plan to drill more shall gas wells and
complete a 3D seismic program to prove the existence of deeper oil plays.

In conjunction with our joint venture partner, we are planning a 2D seismic
program at the Province project in southeast Alberta. We also plan to drill 1 to
2 locations. We plan to drill in the second quarter of 2006 and tie in to gas
lines in the 3rd quarter of 2006. Based on drilling results, similar land
acquisitions in the area will be discussed with our joint venture partner. We
have allocated $211,000 for this project in the 2nd quarter of 2006.

Kodiak Petroleum (Montana), Ltd.
Our partner is the operator of the Montana shallow gas project. Our partner has
identified 3 drilling locations. They are in the process of obtaining licenses,
getting leases permitted and sourcing equipment. They expect drilling to
commence in the second quarter of 2006. Subsequent to the drilling, any
successful wells will be tied into existing facilities in the third quarter of
2006. We have allocated approximately $200,000 for this project for the 2nd
quarter of 2006.

Kodiak Petroleum (Utah), Ltd.
Kodiak has signed a letter of intent with Reibanc USA, Inc for 22% of a heavy
oil project in the Uinta Basin in Utah. Kodiak will spend $2,000,000 to cover
the costs of preliminary engineering, geological work, reports and studies on
the Utah assets. This work should take 18 to 24 months to complete.

Financial Condition and Changes in Financial Condition

The Company had no revenues for the quarter ended March 31, 2006.

Net Loss for the quarter ended March 31, 2006 totaled $198,681. The expenses
relate to consulting, office, general and administration, investor relations,
public company expenses, audit costs, legal and accounting fees.

Net loss for the quarter ended March 31, 2005 totaled $7,128. The expenses
relate to office, general and administrative, legal and consulting.

Liquidity and Capital Resources:

Since inception to March 31, 2006, we have funded our operations from the sale
of securities and loans from shareholders.

As of March 31, 2006, our assets totaled $1,773,027, which consisted primarily
of, cash, oil and gas rights and land. Our total liabilities were $403,799,
which were primarily accounts payable for capital activity in quarter ended
March 31, 2006 and accruals for audit fees. We had stockholders' equity of
$1,369,228.

                                       12
<PAGE>

On January 20, 2006 Kodiak Energy raised, $1,400,000 through the sale of 933,334
common shares at a price of $1.50 per share. Kodiak Energy used the funds for
drilling 2 wells at the Manyberries property, and general corporate purposes. As
at March 31, 2006 the working capital was $607,739.

RAISING CAPITAL

The Company currently lacks the capital resources to fully implement and carry
out its business plan as described herein. At some point in the future we
expect to raise additional capital, either through debt, equity or any
combination thereof. In the event that additional capital is raised at some time
in the future, existing shareholders will experience dilution of their interest
in the Company.


ITEM 3.  CONTROLS AND PROCEDURES

Restatement

During the process of preparing for the Company's third quarter financial report
the CFO identified errors in the accounting records that originated in the
fourth quarter of 2005, the first quarter ended March 31, 2006 and the second
quarter ended June 30, 2006. The errors arose as a result of a lack of adequate
procedures and documentation necessary to ensure that records were maintained in
reasonable detail to fairly reflect the transactions of the Company in the start
up phase of operations.

After discussing these matters with management the CFO recommended to the Audit
Committee that previously reported financial results be restated to reflect
correction of these errors. The Audit Committee agreed with this recommendation.
Pursuant to the recommendation of the Audit Committee, the Board of Directors
determined at its meeting on November 3, 2006, that previously reported results
for the Company be restated to correct these errors and, in light of the
restatement, that the financial statements and other information referred to
above should no longer be relied upon.

Evaluation of Disclosure Controls and Procedures

The CFO evaluated the disclosure controls and procedures and identified a lack
of sufficient procedures, documentation and qualified personnel to ensure the
records fairly reflected the transactions of the Company resulting in a material
weakness in the Company's internal control over financial reporting. Solely as a
result of the material weakness, management concluded that the disclosure
controls and procedures were not effective as of December 31, 2005, March 31,
2006 or June 30, 2006.

Remediation of Material Weakness in Internal Control

As of the date of this filing the CFO is in the process of designing disclosure
controls and procedures to be implemented to ensure the records fairly reflect
the transactions of the Company. The remedial actions include:

      *   Designing adequate disclosure controls and procedures for the Company
      *   Implementing the disclosure controls and procedures
      *   Testing the effectiveness of the implemented disclosure controls and
          procedures
      *   Reporting the results of the tests of effectiveness to management,
          Audit Committee and Board of Directors

In connection with the amended Form 10-K, under the direction of the Chief
Executive Officer and Chief Financial Officer, we have evaluated our disclosure
controls and procedures as currently in effect, including the remedial actions
discussed above, and we have concluded that, as of this date, our disclosure
controls and procedures are not effective.

As previously reported, there was no change in our internal control over
financial reporting during the quarter year ended December 31, 2005, that
materially affected, or is reasonably likely to materially affect, our internal
control over financial reporting. However, subsequent to June 30, 2006, we are
taking the remedial actions described above.







                                       13
<PAGE>

                           PART II - OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS

None.

ITEM 2.  UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

On January 20, 2006, pursuant to subscription agreements, we closed a private
placement to two investors of an aggregate of 933,334 common shares at a price
of US$1.50 per share, for total proceeds of US$1,400,000. The common shares were
issued pursuant to Regulation S ("Regulation S") under the Securities Act of
1933, as amended (the "1933 Act").

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

Item 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

Item 5.  OTHER INFORMATION

Subsequent to the March 31, 2006 our subsidiary, Kodiak Petroleum, ULC, drilled
to wells in Manyberries Alberta. Results from the two wells are currently being
analysed.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

EXHIBITS

   31.1 - Certification of President Pursuant to Section 302 of the
          Sarbanes-Oxley Act of 2002

   31.2 - Certification of Chief Financial Officer to Section 302 of the
          Sarbanes-Oxley Act of 2002

   32   - Certification of President and Chief Financial Officer Pursuant to
          Section 906 of the Sarbanes-Oxley Act of 2002

REPORTS ON FORM 8-K

On January 23, 2006 we filed an 8K under item 1.01 Entry into a Material
Definitive Agreement and item 3.02 Unregistered Sale of Equity Securities and
item 5.02 Departure of Directors or Principal Officers.

On February 21, 2006 we filed an 8K under item 4 Changes in the Registrants
Certifying Accountant.

On March 3, 2006 we filed an 8K/A under item 4 Changes in the Registrants
Certifying Accountant amending the 8K filed on February 21, 2006.








                                       14
<PAGE>


                                   SIGNATURES
                                   ----------

Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.


                                              KODIAK ENERGY, INC.
                                               (Registrant)


Dated: December 13, 2006                      By: /s/  Mark Hlady
                                              ---------------------------------
                                              Mark Hlady
                                              CEO, and Chairman






























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